Cast
*John Wayne as Captain Rockwell W. "Rock" Torrey USN, CO of a heavy cruiser referred to as Old Swayback (and represented in the film by the USS Saint Paul (CA-73)); afterwards Rear Admiral Rockwell W. Torrey, USN, "operational commander" of "Operation Skyhook."
- Kirk Douglas as Commander Paul Eddington, USN, a former Naval Aviator who has resigned from Naval Aviation due to marital problems; executive officer of Old Swayback under Captain Torrey; later, as Captain Paul Eddington, Admiral Torrey's first Chief of Staff
- Patricia Neal as Lieutenant Maggie Haines, Nurse Corps, USNR, a Navy nurse and Rock Torrey's love interest
- Tom Tryon as Lieutenant (jg) William "Mac" McConnell, USN, appearing first as Officer of the Deck aboard the destroyer USS Cassidy, which McConnell sorties from anchorage during the Pearl Harbor attack without the CO or XO and joins up on Captain Torrey's cruiser; afterwards Lieutenant then Lieutenant Commander William "Mac" McConnell, Flag Secretary in Admiral Torrey's command. "Mac" had known Admiral Torrey when the latter was an instructor at the United States Naval Academy.
- Paula Prentiss as Beverly McConnell, "Mac" McConnell's wife, who works briefly as a civil defense aircraft spotter near Pearl Harbor
- Stanley Holloway as Clayton Canfil, an Australian former planter who runs a system of native coastwatchers on the island of Gavabutu and later undertakes a hazardous reconnaissance of the target island of Levu-Vana
- Brandon deWilde as Ensign (later Lieutenant, junior grade) Jeremiah Torrey, USNR, Rock Torrey's estranged son temporarily on Admiral Broderick's staff who later reconciles with his father and returns to duty as executive officer of a PT boat
- Jill Haworth as Ensign Annalee Dohrn, Nurse Corps, USNR, Navy nurse, Maggie Haines' roommate, and ENS/LTJG Jeremiah Torrey's girlfriend/fiancee
- Dana Andrews as Vice Admiral B. T. "Blackjack" Broderick, USN, Area Commander, Southwest Pacific Area Three
- Burgess Meredith as Commander Egan T. Powell, USNR, Admiral Torrey's Intelligence Officer and confidante. Powell is portrayed as a Naval Reservist recalled to active duty who is a Hollywood screenwriter in civilian life and has been married to...and divorced from...several Hollywood actresses. Meredith's character is based on Commander (later Rear Admiral) Gene Markey, USNR, a good friend of John Wayne's in real life.
- Franchot Tone as Admiral Husband Kimmel, USN (listed as "CINCPAC I"), Commander-in-Chief Pacific during the attack on Pearl Harbor
- Patrick O'Neal as Commander (and former United States Congressman) Neal Owynn, USNR, Admiral Broderick's Public Affairs Officer and briefly, a liaison officer between Admirals Broderick and Torrey
- George Kennedy as Lieutenant Colonel Gregory, USMC, commanding a parachute-capable Marine Corps battalion
- Carroll O'Connor as Commander, later Captain Burke; initially the Operations Officer of Captain Torrey's cruiser, the "Old Swayback", and later her Commanding Officer when Rear Admiral Torrey returns, making "Old Swayback" his flagship. O'Connor's character was based on Captain (later Admiral) Arleigh Burke
- Barbara Bouchet as Liz Eddington, Paul Eddington's faithless wife; killed in an automobile accident on December 7, 1941 with an Army Air Corps major she previously seduced, while fleeing a strafing run by Japanese planes in the attack on Pearl Harbor
- Hugh O'Brian (uncredited) as a Major in the US Army Air Corps and fighter pilot who is Liz Eddington's lover while CDR Paul Eddington is at sea, and is driving the car that kills them both
- Bruce Cabot as Chief Petty Officer Quoddy, USN, chief quartermaster aboard the USS Cassidy
- Slim Pickens as Chief Petty Officer Culpeper, USN, chief boatswain's mate aboard the USS Cassidy
- James Mitchum as Ensign Griggs, USN, a young engineering officer aboard "Old Swayback"
- Larry Hagman as Lieutenant (jg) Cline, USN, Communications Officer aboard the USS Cassidy
- Henry Fonda as Admiral Chester Nimitz, USN (listed as "CINCPAC II"), Commander-in-Chief Pacific during the rest of the war. Fonda would portray Nimitz a second time, this time under the admiral's name, in the film Midway in the mid-1970s
- Al Romeo as Convoy Routing Office staff
Read more about this topic: In Harm's Way
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